Semtech (SMTC) COO exercises restricted stock units, nets new shares

Rhea-AI Filing Summary

Semtech EVP and COO Asaf Silberstein exercised restricted stock units into common stock and had shares withheld for taxes. On March 7, 2026, he converted 12,137 restricted stock units into 12,137 shares of common stock. Of these, 6,176 shares were withheld to cover tax obligations at a price of $82.02 per share, leaving him with 84,645 directly held shares after the transactions.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Silberstein Asaf

(Last) (First) (Middle)

200 FLYNN ROAD

(Street)

CAMARILLO CA 93012-8790

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SEMTECH CORP [ SMTC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and COO

3. Date of Earliest Transaction (Month/Day/Year)
03/07/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/07/2026		M		12,137	A	$0	90,821	D
Common Stock	03/07/2026		F		6,176	D	$82.02	84,645	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	03/07/2026		M			12,137	(2)	(2)	Common Stock	12,137	$0	0	D

Explanation of Responses:

1. Each stock unit represents the contingent right to receive one share of Semtech common stock.

2. This grant vests in three annual installments beginning on March 7, 2024.

Remarks:

	/s/Asaf Silberstein by Mark Lin under Power of Attorney dated November 5, 2025 (Copy On File)	03/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did Semtech (SMTC) report for Asaf Silberstein?

Semtech reported that EVP and COO Asaf Silberstein exercised 12,137 restricted stock units into common stock. As part of the same event, 6,176 shares were withheld to satisfy tax obligations, resulting in updated direct ownership of 84,645 common shares.

Did Asaf Silberstein buy or sell Semtech (SMTC) shares on the open market?

The Form 4 shows no open-market buy or sell by Asaf Silberstein. He exercised restricted stock units into shares, and a portion of those shares was withheld to cover tax liabilities, which is a compensation-related, non-market transaction.

How many Semtech (SMTC) shares does Asaf Silberstein hold after this Form 4?

After the reported transactions, Asaf Silberstein directly holds 84,645 shares of Semtech common stock. This reflects the net result after exercising 12,137 restricted stock units and having 6,176 shares withheld to satisfy associated tax obligations.

What does the tax withholding transaction mean in Semtech’s (SMTC) Form 4?

The tax withholding transaction reflects 6,176 shares of Semtech common stock withheld at $82.02 per share. These shares covered tax obligations arising from the restricted stock unit vesting and exercise, and do not represent an open-market sale decision by the insider.

How were Asaf Silberstein’s Semtech (SMTC) restricted stock units structured?

Each restricted stock unit represents the right to receive one share of Semtech common stock. The grant referenced in the filing vests in three annual installments beginning on March 7, 2024, leading to share deliveries as vesting conditions are met.

Is this Semtech (SMTC) insider transaction considered routine compensation?

Yes. The filing describes an exercise of restricted stock units and related tax withholding. Such events typically arise from previously granted equity awards vesting over time, rather than discretionary open-market buying or selling of Semtech shares by the executive.